Q&As

A shareholder in a 50:50 joint-owned limited company has discovered that the company has been struck-off and dissolved by the Registrar pursuant to CA 2006, s 1000. What will have happened to the assets of the company and the liabilities owed to the shareholder?

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Published on LexisPSL on 09/11/2017

The following Corporate Q&A provides comprehensive and up to date legal information covering:

  • A shareholder in a 50:50 joint-owned limited company has discovered that the company has been struck-off and dissolved by the Registrar pursuant to CA 2006, s 1000. What will have happened to the assets of the company and the liabilities owed to the shareholder?
  • Striking-off by the Registrar of Companies—process
  • What happens to the assets of a company once it is dissolved
  • Objections following dissolution—restoration of the company

Striking-off by the Registrar of Companies—process

The Registrar has power to strike-off a company if they have reasonable cause to believe that the company is not carrying on business or operation (section 1000(1) of the Companies Act 2006 (CA 2006)). The Registrar is likely to instigate this process if a company has failed to make its annual statutory filings.

Prior to strike-off, the Registrar would have served a series of notices on the company and waited for responses to its notices for a certain period of time. If no responses were received (or if positive confirmation was given that the company was not in operation) a notice would also have been published in the Gazette stating that at the end of a two-month period the company will be struck off the register and dissolved. At the end of that two-month period, unless cause is shown to the contrary, the Registrar would have struck the company off the register and published notice of that fact in the Gazette.

For full details of the notices served and requisite time periods, see Practice Note: The Registrar's powers to strike off a defunct company.

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